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<br />7.04. Transfers Outside Book-Entry System. In the event the City, by resolution of the <br />City CQuncil, determines that it is in the best interests of the persons having beneficial interests <br />in the Bonds that they be able to obtain Bond certificates, the City will notify DTC, whereupon <br />DTC will notify the Participants, of the availability through DTC of Bond certificates. In such <br />event the City will issue, transfer and exchange Bond certificates as requested by DTC and any <br />other registered owners in accordance with the provisions of this Resolution. DTC may <br />determine to discontinue providing its services with respect to the Bonds at any time by giving <br />notice to the City and discharging its responsibilities with respect thereto under applicable law. <br />In such event, if no successor securities depository is appointed, the City will issue and the Bond <br />Registrar will authenticate Bond certificates in accordance with this resolution and the provisions <br />hereof will apply to the transfer, exchange and method of payment thereof. <br /> <br />7.05. Payments to Cede & Co. Notwithstanding any other provision of this Resolution <br />to the contrary, so long as a Bond is registered in the name of Cede & Co., as nominee of DTC, <br />payments with respect to principal of, premium, if any, and interest on the Bond and notices with <br />respect to the Bond will be made and given, respectively in the manner provided in DTC's <br />Operational Arrangements, as set forth in the Representation Letter. <br /> <br />Section 8. Continuing Disclosure. <br /> <br />8.01. Participating underwriters need not comply with the continuing disclosure <br />requirements of Rule l5c2-l2 promulgated by the Securities and Exchange Commission under <br />the Securities Exchange Act of 1934 (the "Rule"), because the offering is in a principal amount <br />_..._less than $1,000,000. Consequently, the City will not enter into any undertaking to provide <br />continuing disclosure of any kind with respect to the Bonds. <br /> <br />The motion for the adoption of the foregoing resolution was duly seconded by Member <br /> <br />, and upon vote being taken thereon, the following voted in favor <br /> <br />thereof: <br /> <br />and the following voted against the same: <br /> <br />whereupon said resolution was declared duly passed and adopted. <br /> <br />SlB-202938v2 <br />CE155-17 <br />